Helios (HLIO) insider Martich reports RSU vesting; tax-withheld shares noted

Rhea-AI Filing Summary

Frederick Joseph Martich, President of Hydraulics at Helios Technologies, Inc. (HLIO), reported insider changes on 09/11/2025. He acquired 748 shares of common stock through vesting of restricted stock units (RSUs) at an implied value of $55.89 per share, and 295 shares were disposed of as tax withholding related to that vesting, leaving him with 12,162 shares beneficially owned after the transactions. The Form 4 notes the RSUs were granted 09/11/2024, vesting 50% on each of the first two anniversaries; each RSU converts into one share when vested. The filing is signed by an attorney-in-fact on 09/15/2025.

Positive

• Executive alignment: Reporting person received equity through RSU vesting, aligning management incentives with shareholders
• Transparent disclosure: Form 4 clearly explains withholding of shares for tax purposes and the original RSU grant date and vesting schedule

Negative

• Share withholding: 295 shares were disposed of to cover taxes, resulting in a smaller net increase in beneficial ownership

Insights

Securities Analyst

TL;DR: Officer received RSU vesting, with shares withheld for taxes; modest net increase in ownership does not materially change control.

Martich recognized vesting of 748 RSUs and had 295 shares withheld to satisfy tax obligations, a routine compensation-related transaction. The per-share amount shown ($55.89) reflects the report's valuation for the vested shares. Post-transaction beneficial ownership of 12,162 shares represents insider alignment with shareholder interests via equity compensation rather than open-market buying or selling.

This disclosure is standard for executive equity compensation and has limited immediate market impact absent larger patterns of selling or additional grants.

Corporate Governance Expert

TL;DR: Transaction is a standard vesting event with tax withholding; governance implications are routine.

The filing documents conversion of RSUs granted on 09/11/2024 that vest 50% annually, which is a common retention mechanism. Withholding 295 shares for taxes is typical and explicitly noted. There is no indication of sales beyond withholding or of plan-driven unusual transfers. From a governance perspective, the event signals normal executive compensation vesting and does not raise conflict-of-interest or disclosure concerns based on the provided information.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Martich Frederick Joseph

(Last) (First) (Middle)

C/O HELIOS TECHNOLOGIES, INC.

7456 16TH ST E

(Street)

SARASOTA FL 34243

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HELIOS TECHNOLOGIES, INC. [ HLIO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Pres. of Hydraulics, MCT

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/11/2025		M		748	A	$55.89	12,457	D
Common Stock	09/11/2025		F		295(1)	D	$55.89	12,162	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	$0(2)	09/11/2025		M			748	(3)	(3)	Common Stock	748	$0	747	D

Explanation of Responses:

1. No shares were sold - these shares were withheld by the issuer to satisfy tax withholding requirements in connection with the vesting of restricted stock units.

2. Each RSU represents the right to receive, following vesting, one share of Common Stock.

3. Restricted stock units granted to reporting person on 9/11/2024, 50% of the awards vest and convert into Common Stock on each of the first two anniversaries of the grant date.

	/s/ Marc Greenberg, Attorney-in-fact for Frederick Joseph Martich	09/15/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What change in HLIO shares did Frederick Martich report on Form 4?

He acquired 748 shares upon RSU vesting and had 295 shares withheld for taxes, resulting in 12,162 shares beneficially owned after the transaction.

When were the RSUs granted and what is the vesting schedule?

The RSUs were granted on 09/11/2024 and vest 50% on each of the first two anniversaries of the grant date.

Why were 295 shares disposed of according to the Form 4?

Those 295 shares were withheld by the issuer to satisfy tax withholding requirements related to RSU vesting.

What price is shown for the vested shares on the Form 4?

The Form 4 lists a price of $55.89 per share associated with the reported transactions.

Who signed the Form 4 and when was it filed?

The form was signed by Marc Greenberg as attorney-in-fact for Frederick Joseph Martich on 09/15/2025; the transactions occurred on 09/11/2025.